Takeover Code—Rule 35—Restrictions following offers
Takeover Code—Rule 35—Restrictions following offers

The following Corporate practice note provides comprehensive and up to date legal information covering:

  • Takeover Code—Rule 35—Restrictions following offers
  • 2021 changes to the Takeover Code
  • Mini-index
  • Rule 35—Setting the scene
  • Rule 35.1—Delay of 12 months
  • Note 1 on Rules 35.1 and 35.2—When consent may be given
  • Rule 35—Related Code Rules, Notes and Appendices

Takeover Code—Rule 35—Restrictions following offers

This Resource Note outlines the main provisions of Rule 35 of The City Code on Takeovers and Mergers (Code), which deals with post-offer restrictions, including those relating to the announcement of a new offer within 12 months of the original offer lapsing, the acquisition of any interests in shares in the offeree above the offer value within six months of the closure of any previous offer and dealings by a competing offeror whose offer has lapsed. It highlights relevant materials, commentary and guidance from the Panel, as well as Lexis®PSL analysis and resources, to give practical guidance on the interpretation and application of Rule 35. Materials covered in this Resource Note include:

  1. Practice Statements issued by the Panel Executive (the body that carries out the day-to-day work of takeover supervision and regulation) (Executive) to provide informal guidance as to how the Executive normally interprets and applies the Code

  2. Panel Statements published by the Panel (P/S) and Panel Instruments

  3. Public Consultation Papers (PCP) and Response Statements (RS) published by the Code Committee

  4. Annual Reports published by the Panel containing discussion of general issues (Annual Reports)

  5. relevant Lexis®PSL and LexisLibrary resources

2021 changes to the Takeover Code

In March 2021 the Panel published a response statement in which it confirmed that it would be proceeding with amendments to the Code relating to the treatment

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